Form 4: Clover Health CEO's RSU Tax Withholding
Insider Transaction Report
Clover Health CEO Conrad Wai reported a routine disposition of shares to cover tax obligations from RSU vesting.
Summary
- Conrad Wai, CEO of Counterpart Health at Clover Health Investments, Corp., reported a transaction on March 14, 2026.
- The transaction involved the disposition of 100,195 shares of Class A Common Stock.
- These shares were automatically withheld to cover tax obligations upon the vesting of restricted stock units (RSUs).
- The RSUs represented the final 6.25% of an original grant made on March 14, 2022, which vested on March 14, 2026.
- The shares were disposed of at a price of $1.98 per share.
- Following this transaction, Conrad Wai directly beneficially owns 925,611 shares and indirectly owns 1,610,482 shares through a family trust.
Sentiment
Score: 5
Explanation: StockSavvy.ai views this as a neutral event, representing a standard, pre-scheduled compensation and tax-related transaction for an executive, with no direct implications for company performance or strategy.
Positives
- The vesting of RSUs indicates the fulfillment of a compensation milestone for the CEO.
- The transaction is a standard procedure for covering tax obligations associated with equity compensation.
Negatives
- The disposition of 100,195 shares reduces the direct beneficial ownership of the CEO, though this is a standard tax-related event.
Future Outlook
NA
Industry Context
StockSavvy.ai notes that RSU vesting and subsequent tax withholding are common events in executive compensation across various industries, reflecting the standard practice of equity-based incentives.
Stakeholder Impact
- Shareholders: Minimal direct impact as this is a routine compensation-related transaction. The slight increase in shares outstanding from RSU vesting (before withholding) is already factored into compensation plans.
- Employees: No direct impact on general employees.
Key Dates
| Date | Description |
|---|---|
| 03/14/2022 | Original grant date of time-based restricted stock units (RSUs) to Conrad Wai. |
| 03/14/2026 | Vesting date of the final 6.25% of RSUs and transaction date for tax withholding. |
| 03/17/2026 | Signature date of the Form 4 filing by attorney-in-fact for Conrad Wai. |
Keywords
Clover Health, CLOV, Conrad Wai, Form 4, SEC filing, insider transaction, restricted stock units, RSU vesting, tax withholding, equity compensation
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